PHI PARTNERS – WEBSITE TERMS AND CONDITIONS

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS SITE.

Last updated: [28th March 2023]

1. Introduction

By using this website, you are agreeing to these terms of use. If you do not agree to these terms of use, then you are not allowed to use this website and you should immediately cease and terminate such usage.

This website (including without limitation any content or other part thereof) contains general information only, and we are not, by means of this website, offering or rendering professional advice or services and this website and/or any of the information on this website does not create a business or professional services relationship between you and us.

Before making any decision, taking any action or refraining from taking any action that might in any way affect you or your business or finances, you should always consult a qualified professional advisor and you should not place any reliance on this website and any information contained on this website.

Your use of this website is at your own risk and you assume full responsibility and risk of loss resulting from your usage, including, without limitation, with respect to loss of service or data. We will not be liable for any direct, indirect, special, incidental, consequential, or punitive damages or any other damages whatsoever, whether in an action of contract, statute, tort (including, without limitation, negligence), or otherwise, relating to or arising out of the use of this website, even if we knew, or should have known, of the possibility of such damages.

The above disclaimers and limitations of liability shall be applicable not only to us but also to all of our licensors, suppliers, associated companies and partners and all of our and their respective employees, staff and personnel.

The above disclaimers and limitations of liability are applicable to the fullest extent permitted by law, whether in contract, statute, tort (including, without limitation, negligence) or otherwise.

2. What’s in these terms?

These terms of use (terms) tell you the rules for using our website at www.phipartners.com (including all updates, modifications, additions and changes to and new versions of our website) (our site).

3. Who we are and how to contact us

www.phipartners.com is a site operated by Phi Partners International Limited (“we” or “us” or “our”). We are registered in England and Wales under company number 12453957 and have our registered office at 3 rd Floor, 12 Gough Square, London, England EC4A 3DW. Our main trading address is Heron Tower, 110 Bishopsgate,

London EC2N 4AY. Our VAT number is GB 343 0252 42. We are a limited company.

To contact us, please email info@phipartners.com or by telephone on 0203 170 6355.

References to “you” and “your” are references to any user of our site which includes without limitation any party that views, accesses or uses our site in any way and at any

time.

4. By using our site you accept these terms

By using our site, you confirm that you accept these terms of use and that you agree to comply with them. If you do not agree to these terms, you must not use our site. We recommend that you print a copy of these terms for future reference. If you are an individual, you represent and warrant that you have reached the age of majority in the jurisdiction in which you reside, and that you are in any event at least 18 years old. If you are using our site on behalf of a corporation or other organisation or third party, you represent and warrant that you have the ability to agree to these terms on behalf of such corporation, organisation or third party and all references to "you" throughout these terms will include such organisation, corporation and/or third party jointly and severally with you personally.

5. There are other terms that may apply to you

These terms of use refer to the following additional terms, which also apply to your use

of our site:

If you purchase services from us, our terms and conditions of supply will apply to those sales, which will be communicated after our initial introduction.

6. We may make changes to these terms

We amend these terms from time to time in our sole discretion and by posting such amended terms at the terms of use link on our site. Every time you wish to use our site, please check these terms to ensure you understand the terms that apply at that time.

These terms were most recently updated on 28 th March 2023.

Such revisions shall be effective as to you upon posting, unless explicitly stated by us. It is your responsibility to be aware of any such revised terms by checking this webpage. Your continued use of this Website following changes to these terms constitutes your

agreement to any revised terms. 

7. We may make changes to our site

We may update and change our site from time to time to reflect changes to our products and services, our users' needs and our business priorities. We will try to give you reasonable notice of any major changes.

8. We may suspend or withdraw our site

Our site is made available free of charge.

We do not guarantee that our site, or any content on it, will always be available or be uninterrupted. We may suspend or withdraw or restrict the availability of all or any part of our site for business and operational reasons. We will try to give you reasonable notice of any suspension or withdrawal.

You are also responsible for ensuring that all persons who access our site through your internet connection are aware of these terms of use and other applicable terms and conditions, and that they comply with them.

9. We may transfer this agreement and terms to someone else

We may at any time transfer all and/or any of our rights and obligations under these

terms to another organisation. We will always tell you in writing if this happens and we will use reasonable endeavours to ensure that the transfer will not materially affect your rights under these terms.

10. How you may use material on our site

We are the owner or the licensee of all intellectual property rights in our site, and in the material published on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.

You may print off one copy, and may download extracts, of any page(s) from our site for your personal use and you may draw the attention of others within your organisation to content posted on our site provided always that: (i) such use is for informational, non- commercial purposes only, and (ii) any copy of the content that you make must include the copyright notice or other attribution associated with the content.

You must not modify the paper or digital copies of any materials you have printed or downloaded in any way, and you must not use any illustrations, photographs, video or

audio sequences or any graphics separately from any accompanying text. Our status (and that of any identified contributors) as the authors of content on our site

must always be acknowledged (except where the content is user-generated).

You must not use any part of the content on our site for commercial purposes without obtaining a written licence to do so from us and our licensors.

If you print off, copy, download, share or repost any part of our site in breach of these terms of use, your right to use our site will cease immediately and you must, at our

option, return or destroy any copies of the materials you have made.

11. No text or data mining or web scraping

You shall not conduct, facilitate, authorise or permit any text or data mining or web scraping in relation to our site or any services provided via, or in relation to, our site. This includes using (or permitting, authorising or attempting the use of):

 Any ‘robot’, ‘bot’, ‘spider’, ‘scraper’ or other automated device, program, tool, algorithm, code, process or methodology to access, obtain, copy, monitor or republish any portion of the site or any data, content, information or services accessed via the same.

 Any automated analytical technique aimed at analysing text and data in digital form

to generate information which includes but is not limited to patterns, trends and

correlations.

The provisions in this clause should be treated as an express reservation of our rights in this regard, including for the purposes of Article 4(3) of Digital Copyright Directive ((EU) 2019/790).

This clause shall not apply insofar as (but only to the extent that) we are unable to exclude or limit text or data mining or web scraping activity by contract under the laws

which are applicable to us.

12. Do not rely on information on this site

The content on our site is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our site.

This website is provided “as is” and “as available”, and we make no express or implied representations or warranties regarding it. Without limiting the foregoing, we do not warrant or represent that this website will be secure, error-free, free from viruses or malicious code, or will meet any particular criteria of performance or quality. We

expressly disclaim all implied warranties, including, without limitation, warranties of merchantability, title, fitness for a particular purpose, non-infringement, compatibility, security, and accuracy and non-interruption.

Although we make reasonable efforts to update the information on our site, we make no representations, warranties or guarantees, whether express or implied, that the content on our site is accurate, complete or up to date.

13. We are not responsible for websites we link to

Where our site contains links to other sites and resources provided by third parties, these links are provided for your information only. Such links should not be interpreted as approval by us of those linked websites or information you may obtain from them. We have no control over the contents of those sites or resources.

Without limiting any of the foregoing, we make no express or implied representations or warranties whatsoever regarding such websites, resources and tools, and links to any such websites, resources and tools should not be construed as an endorsement of them

or their content by us.

14. User-generated content is not approved by us

This website may, from time to time, include information and materials uploaded by other users of the site, including to social media pages, video-sharing sites, bulletin boards and chat rooms. This information and these materials have not been verified or approved by us. The views expressed by other users on our site do not represent our

views or values.

15. How to complain about or report content

If you become aware of any material relating to our site that could comprise or be connected to child sexual abuse or exploitation or that could comprise terrorist content or

be connected to terrorism, please contact us immediately on here.

If you wish to complain about any other content relating to our site, please contact us here.

16. Our responsibility for loss or damage suffered by you

 We do not exclude or limit in any way our liability to you where and to the extent that it would be unlawful to do so. This includes liability for death or personal injury

caused by our negligence or the negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation and/or in respect of your statutory rights as a consumer.

 Our limitations on and exclusions of liability arising as a result of our supply of any products to you will be set out in our terms and conditions of supply with you.

 We exclude all implied conditions, warranties, representations or other terms that may apply to our site or any content on it.

 We will not be liable to you for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable,

arising under or in connection with:

 use of, or inability to use, our site; or

 use of or reliance on any content displayed on our site.

 In particular, we will not be liable for:

 loss of profits (direct and/or indirect), sales, business, or revenue;

 business interruption;

 loss of anticipated savings;

 loss of business opportunity, goodwill or reputation;

 wasted costs; and/or

 any indirect or consequential loss or damage.

17. How we may use your personal information

We will only use your personal information as set out in our Privacy Policy.

18. Rights you are giving us to use material you upload

When you upload or post content to our site, you grant us the following rights to use that

content:

 a worldwide, non-exclusive, royalty-free, transferable licence to use, reproduce, distribute, prepare derivative works of, display, and perform that user-generated content in connection with the service provided by the website and across different media to expire when you as the user delete the content from our site;

 a worldwide, non-exclusive, royalty-free, transferable licence for other users, partners, employers and advertisers to use the content in accordance with the functionality of the site to expire when you as the user delete the content from our

site.

19. We are not responsible for viruses and you must not introduce them

We do not guarantee that our site will be secure or free from bugs or viruses.

You are responsible for configuring your information technology, computer programmes and platform to access our site. You should use your own virus protection software.

You must not misuse our site by knowingly or intentionally introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful. You

must not attempt to gain unauthorised access to our site, the server on which our site is stored or any server, computer or database connected to our site. You must not attack our site via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer

Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.

20. Rules about linking to our site

You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it.

You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.

You must not establish a link to our site in any website that is not owned by you.

Our site must not be framed on any other site, nor may you create a link to any part of our site other than the home page.

We reserve the right to withdraw linking permission without notice.

The website in which you are linking must comply in all respects with the content standards set out in these terms.

If you wish to link to or make any use of content on our site other than that set out above, please contact info@phipartners.com.

21. Which country’s laws apply to any disputes?

If you are a consumer, please note that these terms of use, their subject matter and their formation, are governed by English law. You and we both agree that the courts of England will have exclusive jurisdiction except that if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of Scotland, you may also bring proceedings in Scotland.

If you are a business, these terms of use, their subject matter and their formation (and any non-contractual disputes or claims) are governed by English law. We both agree to the exclusive jurisdiction of the courts of England.

22. Legal Compliance

You are responsible for complying with the laws of the jurisdiction from which you are accessing this site and you agree that you will not access or use the information on this site in violation of such laws. Unless expressly stated otherwise in these terms, any information submitted by you through this site shall be deemed non-confidential and non-proprietary.

You represent that you have the lawful right to submit such information and agree that you will not submit any information unless you are legally entitled to do so. Because of the open nature of the Internet, we recommend that you not submit information you consider confidential.

Some jurisdictions prohibit the disclaimer of certain warranties or conditions or the limitation of certain types of liability. In such circumstances, to the extent that such prohibitions prohibit any exclusions and limitations in these terms, such exclusions and limitations will not apply to you strictly to the extent necessary to make these terms consistent with such prohibitions

23. Submission of your ideas and documentation via our site

Please do not communicate unauthorized idea submissions to us through our site as we cannot and do not treat any such submissions in confidence. 

Any ideas disclosed to us outside a pre-existing and written and documented confidential business relationship between you and us are not confidential and we may therefore develop, use and freely disclose or publish similar ideas without compensating you or accounting to you.

By submitting any idea to us through our site you hereby agree to be bound by the clauses in these terms.

24. Our trade mark is registered

The Phi Partners trade mark that is used in the top of our website is a registered trade mark of Phi Partners International Limited. You are not permitted to use it without our

approval.

25. Enforcement and Severability

If any part or section of these terms and conditions of use of our site is found to be or is invalid or unenforceable in any jurisdiction, then (i) in that jurisdiction it shall be re-construed to the maximum effect permitted by law in order to effect its intent as nearly as possible, and the remainder of these terms and conditions shall remain in full force and effect, and (ii) in every other jurisdiction, all of these terms and conditions of use of our site shall remain in full force and effect.

26. No implied waiver

If you do not comply with these terms, and we do not take action immediately, this does not mean we are giving up any rights that we/they may have (such as taking action in the future).

27. How this contract can be transferred

We can transfer our rights and obligations under these terms to any third party at any time, provided this does not adversely affect your rights under these terms.

28. Acceptable Use

You will only use our site for lawful purposes.

You may not use our site at any time:

 For any commercial purpose.

 In any way that breaches any applicable local, national or international law or regulation.

 In any way that is unlawful or fraudulent or has any unlawful or fraudulent purpose or effect.

 For the purpose of harming or attempting to harm minors in any way.

 To bully, insult, intimidate or humiliate any person.

 To send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards that are determined by us in our sole discretion from time to time;

 To transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam).

 To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful or disabling programs or similar computer code designed to adversely affect

the operation of any computer software or hardware.

 To restrict or inhibit any other person from using our site.

 To upload terrorist content.

You also agree:

 Not to reproduce, duplicate, copy or re-sell any part of our site in contravention of the

provisions of these terms of use of our site.

 Not to access without authority, interfere with, damage or disrupt:

 any part of our site;

 any equipment or network on which our site is stored;

 any software used in the provision of our site; and/or

 any equipment or network or software owned or used by any third party.

29. Content standards

The content standards in these terms apply to any and all material which you contribute

to our site including as part of uploading your CV or other employment related details to

our site, and to any interactive services associated with our site (Contribution).

If you choose to make publicly available any of your personally identifiable or other information through our site (for example by submitting your CV through our site), you do so at your own risk. You will also comply with all relevant requirements set out in these terms when making any such submission.

Our content standards and these terms must at all times be complied with in spirit as well as to the letter. The standards apply to each part of any Contribution as well as to its whole.

We will determine, in our sole discretion, whether a Contribution breaches the Content Standards.

A Contribution must:

 Be accurate (where it states facts), complete and not misleading;

 Be genuinely held (where it states opinions); and.

 Comply with the law applicable in England and in any country from which it is posted.

A Contribution must not:

 Be defamatory of any person.

 Be obscene, offensive, hateful or inflammatory.

 Bully, insult, intimidate or humiliate.

 Promote sexually explicit material.

 Include child sexual abuse material.

 Promote violence.

 Promote discrimination based on race, sex, religion, nationality, disability, sexual

orientation or age.

 Infringe or be likely to infringe any copyright, database right, trade mark and/or

intellectual property of any other person.

 Be likely to deceive any person.

 Breach any legal duty owed to a third party, such as a contractual duty or a duty of

confidence.

 Promote any illegal content or activity.

 Be in contempt of court.

 Be threatening, abuse or invade another’s privacy, or cause annoyance,

inconvenience or needless anxiety.

 Be likely to harass, upset, embarrass, alarm or annoy any other person.

 Impersonate any person or misrepresent your identity or affiliation with any person.

 Give the impression that the Contribution emanates from you or any other party, if

this is not the case.

 Advocate, promote, incite any party to commit, or assist any unlawful or criminal act

such as (by way of example only) copyright infringement or computer misuse.

 Contain a statement which you know or believe, or have reasonable grounds for

believing, that members of the public to whom the statement is, or is to be, published

are likely to understand as a direct or indirect encouragement or other inducement to

the commission, preparation or instigation of acts of terrorism.

 Contain any advertising or promote any services or web links to other sites.

30. Monitoring

We may monitor use of our site from time to time but have no obligation to do so.  If and when we do monitor your use of our site, we will do so in accordance with applicable law.

We may (but have no obligation to) monitor, evaluate, alter or remove any Contributions before or after they appear on the site; however, we have no control over and are not responsible for any use or misuse (including any distribution) by any third party of any Contributions.

31. Breach of these terms

When we consider that a breach of any of these terms has occurred, we may take such action as we deem appropriate.

Failure to comply with this acceptable use policy constitutes a material breach of these terms of use upon which you are permitted to use our site, and may result in our taking all or any of the following actions:

 Immediate, temporary or permanent withdrawal of your right to use our site.

 Immediate, temporary or permanent removal of any Contribution uploaded by you to our site.

 Issue of a warning to you.

 Legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach.

 Further legal action against you.

 Disclosure of such information to law enforcement authorities as we reasonably feel is necessary or as required by law. We exclude our liability for all action we may take in response to breaches of these terms.

The actions we may take are not limited to those described above, and we may take any other action we reasonably deem appropriate.

32. Termination

We may, in our sole discretion, suspend, restrict or terminate your use of our site, effective at any time, without notice to you, for any reason. This may include, but is not limited to:

 If any equipment, software or network is adversely affected in any way by your use of our site

 we have received any complaints which relate to your use of our site

 if you have been or are in breach of any terms of use of our site.

We will have no responsibility to notify any third party, including any third party providers of services, merchandise or information, of any suspension,